I'll Keep You Safe
by WinterNight7
Summary: A young, homeless orphan with a criminal history is taken in by SHIED and trained to be an assassin. Her world is rocked when she meets the mysterious Winter Soldier on the shore of the Potomac in a race to save Steve Rogers, and the two form an unlikely bond as they come to terms with their violent pasts.
1. Chapter 1

The first thing Lilith saw was light. Bright, blinding whiteness that seemed to consume the universe. There was light, and then there was cold. Lilith woke up enough to realize that she was handcuffed to a chair, and register the throbbing sensation in her head.

"Lilith Adams?" A calm yet strangely threatening voice broke the deafening silence.

Lilith tilted her head forwards to stare at the stranger through matted blonde hair. She glanced around the brightly-lit interrogation room before returning her gaze to the middle aged man seated across from her.

"Wha-what?" Lilith's young voice cracked from lack of use. She didn't know what she was doing here, or what had happened to her team. All she seemed to know was this white room and the man with the piercing grey eyes sitting across from her.

"Just answer the question. Is your name Lilith Adams?" Perhaps it was the man's calm and stoic manner that frightened Lilith the most, but she wasn't going to be answering this bastard's questions; he was going to be answering hers.

"Who wants to know?" Lilith tried to sound stubborn and challenging but all that came out was the high pitched squeak of an eight year old.

"Strategic Homeland Intervention Enforcement and Logistics Division. Or SHIELD for short."

"Why?"

The man smirked and sat back in his chair. "We're _very _interested in you, Lilith. And seeing as you haven't corrected me yet, I believe that is your name."

"And why the hell am I here?" Lilith was getting frustrated. She hadn't heard of SHIELD before, but in the past her team had busted her out of many a scary-looking office. What was taking them so long?

"Oh, I think you know why, Miss Adams. Multiple accounts of murder, assault, theft, and the bank robbery this morning for starters." The man ticked all the charges off on his fingers.

Lilith yanked at the handcuffs as she began to panic. She didn't think the government knew her real name, let alone a list of the crimes she'd committed.

The man continued, "I think the real question, Lilith, is what is an eight-year-old doing in a criminal gang?"

Lilith felt her patience snap and decided to let loose, "'Criminal gang'. You use that term so condescendingly, but do you have any idea how structured we really are?" There was venom in Lilith's voice as she spat the words at the man sitting calmly across from her.

"We didn't just take you this morning, Lilith. We took down everyone on the robbery. And when I say they were taken down, I'm putting it gently."

Lilith's heart stopped. Taken down? He couldn't have meant… No, there was no way. Her tiny frame trembled under her tattered clothes and oversized leather jacket, her most prized possession. "Dead?" Lilith asked quietly.

The man nodded but continued to study her unflinchingly. "The agent that grabbed you took them out without any civilian casualties."

Lilith remembered her now; the woman with the fiery hair and the cold, calculating eyes. The robbery had been flawless, and they were almost finished, but then she came. It had seemed like she appeared out of nowhere, guns blazing. Lilith had watched as her closest friend was gunned down, seen the life leave his young eyes.

She felt her mouth twist with rage and disgust at the memory before she shrieked every obscenity she could think of, tugging at her handcuffs to the point of making her wrists bleed.

When Lilith had finally run out of the rage she needed to continue shouting, the man walked over to her and harshly moved her head so that his grey eyes could stare into her bright blue ones. "Have you finished your little tantrum yet?" He asked, his tone calm but deadly. "All your friends, family and anyone you've ever known in the world are dead, so you can work with us, or you can get a bullet in your brain. The choice is yours."

Lilith sighed. She wouldn't think of her best and only friend, not now. She knew she would find time to grieve later. He would have wanted her to live, Lilith realized. "I'll work with you," she said firmly, as if it would change the fact that she had lost everybody that meant something to her. "I'll cooperate, I promise."

"Good." The man smiled, making Lilith temporarily forget that he had just threatened to have her killed. "You'll stay here until we figure out what to do with you. I'm Agent Coulson."

Then he was gone. Lilith was left to battle her thoughts, strapped to a chair in a white room.


	2. Chapter 2

The sky was the most beautiful shade of blue. Sunlight streamed in through the car windows and shone in Lilith's eyes. There was laughter from the man and woman in the driver and passenger seats, and their joyous faces almost made Lilith smile. Suddenly, three gunshots, the squeal of car tires, a falling sensation and the cool embrace of water. Lilith could see the man and woman, still strapped to their seats, with black holes in their foreheads that leaked red. Lilith kicked and tried to scream but the water pulled her away from the sinking car. Lilith surfaced and breathed in blue sky before a flash of metal caught her eye, but all she could make out was a glimpse of brown hair and a red star. Then there was falling.

Lilith screamed as she abruptly sat up in bed, dizzy, disorientated and short of breath. "Just a dream," she breathed, "just a dream, just a dream." Lilith held up a shaking hand to study it, taking in the scarred skin, raw cuticles and closely-bitten nails. Her waist-length hair covered her face like a scruffy curtain, the split ends brushing her bed sheets.

Lilith hated that dream. Out of all of her nightmares it was one of the most common, but the dream itself never changed. And she knew it never changed because it wasn't just a dream, it was a memory. Sighing, Lilith quickly dressed herself in her usual attire; a black top and pants, combat boots and her prized leather jacket, which she was finally starting to grow into. She stuffed her blonde locks into a black beanie and left her apartment.

Walking briskly out of the Triskelion, Lilith basked in the early morning sunlight as the golden rays hit her face and lit up the building behind her. "Today's important," she muttered, hugging her jacket closer to her body. "Today's the funeral."

Lilith sat unmoving in the tree as she observed the three gravestones. She was practically invisible to anyone on the ground, so she was content to stay there and watch the gathering of people around two of the gravestones. The third one, however, was ignored.

The sun began its long journey into the sky as more people left flowers at the feet of the two gravestones. Lilith's heart ached numbly as she thought of the two people being mourned. They'd been the agents that looked after Lilith after she was taken in by SHIELD. Once the few weeks of questioning was over, Coulson had cleared Lilith to be trained in espionage and hand-to-hand combat by the high-ranking agent Clint Barton for five years. After that, she was officially the youngest agent SHIELD had to offer.

Lilith was ready to head back to the Triskelion, where she was currently living, when a hooded figure approached the third gravestone. It was dusk, and all the other people had left. The man left a single lily at the foot of the grave and lightly rested his fingers on the headstone. Seeing this, Lilith shrugged further into her leather jacket; she knew the name the gravestone carried was her own.

The jacket-clad man straightened up and glanced at the surrounding trees, "I know you're there, Lilith." He called out softly.

Lilith felt guilt pool in her stomach and, against her better judgement, jumped from the tree and landed softly in the grass. "I didn't expect to see you here, Clint." Lilith greeted the man with a stiff nod and he responded with a friendly pat on the back. At least it wasn't a hug. God, Lilith hated hugs.

"Couldn't miss your funeral," Clint smirked happily, "and I'm guessing you wouldn't miss it either."

Lilith shrugged, "I honestly thought I had more friends in the world."

"Eh, who needs friends anyway?"

They stood in comfortable silence for a few minutes and watched the sun set. Clint turned to Lilith slowly, as if any fast movements would make her bolt like a wild animal.

"So, what next? I mean, now that you're officially dead, I guess you can do whatever you want, right?"

Lilith shoved her hands in her pockets and stared at the ground, "I wish. I'm more useful to SHIELD if I'm dead, so I guess it's just more missions until I get killed. That's really all there is to it."

Clint tried to catch Lilith's gaze, but she ignored him. "Look, Lilith, I get that this is really hard for you. Those two were like your family, but-"

Lilith's anger boiled over, and she threw a lazy fist at Clint, who easily caught it and held on tightly.

"Don't you dare try to treat me like some kid! I watched them get shot and die and there was nothing I could do about it! Hell, I was meant to die with them, and now the rest of the world thinks I'm dead because stupid SHIELD wants it that way! I don't see how any of this is okay!"

"Hey- hey, it's okay!" Clint quickly caught Lilith as she slumped to the ground, exhausted from yelling and fighting off her demons. Lilith curled up into a ball in Clint's arms as he gently stroked her hair, the last light of the day turning the blonde locks sticking out of her beanie golden. "It's going to be okay, I promise. We're going to find whoever killed them."

"There was one thing that I saw," Lilith sniffled into his shirt. "There was metal and a red star."

Clint hummed thoughtfully for a moment, then tapped Lilith on the nose playfully. He helped her to her feet and they strolled out of the cemetery. "I haven't heard of any super-assassins associated with a red star. It sounds interesting, though. I'll ask Natasha about it."

Lilith looked at Clint curiously, "I've heard so much about this mysterious Natasha, but I've never met her in the five years I've known you. She'd probably be freaked out by how much you've told me!"

Clint just laughed. "One day, maybe, you'll meet her."

Author's Note: Hello my lovely followers! Sorry it took so long to update, school is a bitch at the moment. I should probably explain why this chapter has no Winter Soldier in it. Because this is going to be a fairly long series, we won't meet the Winter Soldier for a couple more chapters. I feel really uneasy about this chapter because we've skipped so much of Lilith's training, but there will be more about that in future chapters. Feedback would be much appreciated!  
Cheers!  
\- WinterNight7


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